Tranche
Senior debt
50-65% of capitalization
- Pricing
- SOFR + 250-450 bps
- Terms
- 5-7yr, 1.0-1.5% OID, cash-pay, covenanted
- Typical provider
- Money-center banks, regional banks, BDCs, direct lenders
Program 03: Capital Access
Lower-middle-market · Full capital stacks · Fee-based advisory
Institutional capital
for serious acquisitions.
A senior-led advisory for buyers placing $10M to $250M of committed capital: senior debt, unitranche, mezzanine, and preferred equity, assembled into a single stack for lower-middle-market ecommerce, SaaS, digital, and commerce infrastructure platforms.
$10M to $250M
Transaction range
Lower-middle-market enterprise values we are built to finance end-to-end.
$1B+
Committed capital placed
Placed across senior, unitranche, mezzanine, and preferred tranches since inception.
500+
Closed engagements
Advisory engagements closed for sponsors, strategics, and independent buyers.
90 to 120+ days
Term sheet to close
Typical timeline from signed engagement letter to funded transaction.
The stack,
tranche by tranche.
A representative lower-middle-market structure.
Every engagement is bespoke. These ranges reflect where the market clears today.
Illustrative capitalization · % of total
Senior debt
Unitranche
Mezzanine
Preferred equity
Common equity
0%Cumulative leverage100%
Tranche
Unitranche
60-70% of capitalization
- Pricing
- SOFR + 475-675 bps
- Terms
- 5-7yr, 1.5-2.5% OID, light covenants, single tranche
- Typical provider
- Private credit funds. Blended senior/mezz in one instrument.
Tranche
Mezzanine
10-20% of capitalization
- Pricing
- 11-14% cash + 1-3% PIK
- Terms
- 6-8yr, warrants on ~0.5-2% of equity, incurrence covenants
- Typical provider
- Subordinated debt funds, family offices, insurance capital
Tranche
Preferred equity
0-15% of capitalization
- Pricing
- 10-14% accrued dividend
- Terms
- Participating or non-participating, ratchets, board observer
- Typical provider
- Growth equity, sponsor LPs, structured equity desks
Tranche
Common equity
Balance
- Pricing
- Equity returns
- Terms
- Sponsor check plus management rollover; typical rollover 5-20%
- Typical provider
- Sponsor equity, strategic co-invest, management incentive pool
When Capital Access fits.
Not every deal should run an institutional process.
We take on deals where the stack is genuinely complex.
Capital Access is a fee-based advisory, not a commission shop. We are compensated by the buyer, which gives us the freedom to say no to a deal that does not warrant a marketed process. The work only pays when the stack is complicated enough to move a meaningful basis-point spread, and when the buyer is institutional enough to stand up to real diligence. Below that threshold, our Flex program or a direct bilateral with a single lender is the better answer, and we will tell you so on the first call.
Where the engagement is worth running, it is typically because the transaction requires two or more layers of capital, or because the lender universe needs to be meaningfully widened to find the right partner. That is where a senior-led process earns its fee several times over.
Deal profiles we engage
- 01Platform acquisitions generating $3M+ of EBITDA
- 02Serial acquirers and roll-up sponsors assembling a thesis
- 03PE-backed add-ons that need a refreshed capital structure
- 04Commerce infrastructure, fintech, and vertical SaaS platforms
- 05Management buyouts and founder-led recapitalizations
- 06Dividend recaps and growth financings on profitable platforms
Talk to Capital Access↗
24-hour written read · No obligation
The engagement.
Five phases. One senior advisor.
No hand-offs to juniors mid-process.
- Step 01Week 001
Engagement letter
Signed engagement letter and retainer. We agree on scope, target structure, and the lender universe. The retainer is refundable against the success fee. It aligns the calendar, not the outcome.
- Step 02Weeks 1–202
Investment memo
We package the business the way an institutional credit committee wants to see it: adjusted EBITDA bridge, customer cohort analysis, working capital normalization, pro-forma model, and risk register. The memo is the process.
- Step 03Weeks 2–503
Marketed process
We go to a curated subset of the lender universe, typically 12 to 20 names selected by sector thesis, hold size, and appetite. Staggered release, managed Q&A, and a defined term sheet deadline.
- Step 04Weeks 5–704
Term sheet & stack
We negotiate the stack, not just a single loan. Intercreditor language, covenant packages, OID, warrants, and call protection, all optimized together rather than sequenced. Sponsor reviews final terms in parallel.
- Step 05Weeks 7–1205
Diligence & close
QoE coordination, legal workstream, security filings, and funds flow. We stay embedded through close and the first draw, then hand off to ongoing coverage. Median close from term sheet: 44 days.
A recent engagement.
Anonymized to respect confidentiality.
Representative of the engagement cadence.
Transaction · Q4 2025
$72M
Platform acquisition
A PE-backed strategic acquiring a performance-marketing platform with $11.4M of adjusted EBITDA, cross-sold against a portfolio of DTC brands. Three-tranche stack, three different funds, one lead advisor.
“They ran a real process. We went from engagement letter to funded wire in seventy-eight days, with covenant flex the incumbent lender would not have offered on a bilateral.”
- Senior unitranche
- $45M
- Mezzanine
- $15M
- Preferred equity
- $12M
- Timeline
- 78 days
Direct lender · SOFR + 550 · 6yr · 1.75% OID · springing financial covenant
Insurance-backed fund · 12% cash + 2% PIK · 7yr · 1% warrant coverage
Growth equity desk · 11% accrued · non-participating · board observer
Engagement letter to funded wire · 22 NDAs out · 9 term sheets received · 3 to final round
Questions, answered.
The questions we hear in the first thirty minutes of every call.
Q.01What is the minimum deal size for Capital Access?
+
We underwrite engagements starting at $10M of committed capital. Below that, the economics of a marketed institutional process stop making sense. You are better served by our Flex program, which is built for $750K to $10M.
Q.02Will you take an engagement below $10M as a favor?
+
Rarely, and only when there is a clear path to a follow-on platform transaction. A marketed process consumes the same bandwidth at $6M as it does at $60M, so staying disciplined on size is how we keep quality high for every client on the desk.
Q.03How are you compensated?
+
Retainer plus success fee. The retainer is refundable against the success fee, which is typically 1.0% to 2.0% of committed capital, tiered down as transaction size increases. Expenses are reimbursed at cost. We do not accept payment from lenders, ever.
Q.04How does that compare to a free broker?
+
A broker paid by the lender is working for the lender. Our fee comes from the buyer, which is why we can walk away from a term sheet, run a real process, and push on covenants that a commission-only shop has no incentive to contest.
Q.05What is a realistic timeline?
+
Ninety to one hundred twenty days from signed engagement letter to close is typical. Complex intercreditor structures, cross-border diligence, or regulated targets can extend that further. We give you a dated workplan at engagement and re-baseline weekly.
Q.06Do you work with existing financial sponsors?
+
Yes. A meaningful share of our deal volume comes from PE-backed platforms running add-ons, dividend recaps, or refis. We complement your internal capital markets function on deals where the stack is genuinely complex or the lender universe needs widening.
Q.07Which sectors of the digital economy do you cover?
+
Ecommerce platforms, DTC brands with durable repeat behavior, vertical SaaS, commerce infrastructure, fintech, marketplaces, data and analytics, and managed services adjacent to any of the above. We do not cover consumer hardware, content-only properties, or pre-revenue businesses.
Program 03: Capital Access
Ready to run a real process?
Thirty minutes with a senior advisor. We will pressure-test your thesis, sketch a preliminary stack, and tell you plainly whether Capital Access is the right venue for your transaction.
Range
$10M to $250M
Timeline
90 to 120+ days
Structure
Full capital stack
Fee
Retainer + success